| Shareholders of H & M Hennes & Mauritz AB (publ) are hereby invited to the annual general meeting (AGM) on Wednesday 29 April 2015 at 3 p.m., at Victoriahallen, Stockholmsmässan, Älvsjö in Stockholm.
NOTICE OF ATTENDANCE
Shareholders who wish to attend the AGM shall
both be entered in the company’s register of shareholders kept by Euroclear Sweden AB in their own name (not nominee-registered) by Thursday 23 April 2015
and notify their intention to attend the annual general meeting by Thursday 23 April 2015 at the latest, in writing to the address H & M Hennes & Mauritz AB, Carola Ardéhn, 106 38 Stockholm, Sweden, by telephone to +46 (0)8 796 55 00, by fax to +46 (0)8 796 55 44 or on the company’s website at www.hm.com/agm. The attendance of any assistants (maximum two) is to be notified to the same addresses by the same date.
Shareholders must state in the notice their name, civil identity number or corporate registration number, telephone number (daytime) as well as the number of shares held. In order to attend the meeting shareholders whose shares are nominee-registered must have their shares temporarily registered with Euroclear Sweden AB in their own name. Such re-registration must be effected by Thursday 23 April 2015. In order to re-register shares in time, shareholders should make the request via their nominee in good time before this date. Such registration may be temporary. Passes for those attending will be sent out from 24 April onwards.
A proxy form is available on the company’s website at www.hm.com/agm.
AGENDA
- Opening of the AGM.
- Election of a chairman for the AGM.
- Address by CEO Karl-Johan Persson followed by an opportunity to ask questions about the company.
- Establishment and approval of voting list.
- Approval of the agenda.
- Election of people to check the minutes.
- Examination of whether the meeting was duly convened.
- a. Presentation of the annual accounts and auditor’s report as well as the consolidated accounts and consolidated auditor’s report, and auditor’s statement on whether the guidelines for remuneration to senior executives applicable since the last AGM have been followed.
b. Statement by the company’s auditor and the chairman of the auditing committee.
c. Statement by the chairman of the board on the work of the board.
d. Statement by the chairman of the nomination committee on the work of the nomination committee.
- Resolutions
a. Adoption of the income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet.
b. Disposal of the company’s earnings in accordance with the adopted balance sheets, and record date.
c. Discharge of the members of the board and CEO from liability to the company.
- Establishment of the number of board members and deputy board members.
- Establishment of fees to the board and auditors.
- Election of board members and chairman of the board.
- Establishment of principles for the nomination committee and election of members of the nomination committee.
- Resolution on guidelines for remuneration to senior executives.
- Resolutions on the following matters initiated by shareholder Thorwald Arvidsson:
a) Amendment of the articles of association as follows (section 5): Both series A shares and series B shares shall be entitled to one vote.
b) Instruct the board to write to the government petitioning that as soon as possible write to the government requesting that an investigation is established with the task of speedily preparing a proposal to amend the Companies Act such that the possibility of differences in voting powers is abolished and that this must be done as soon as possible.
c) Instruct the board to take the necessary measures to – if possible – bring about a shareholders’ association in the company.
- Closing of the AGM.
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